Vesting and Settlement of Award Sample Clauses

Vesting and Settlement of Award. Unless earlier terminated or forfeited, the Award will vest as to 25% of the RSUs on each of the first, second, third and fourth anniversaries of the Grant Date (each a “Vesting Date”), provided that the Participant remains continuously Employed through the applicable Vesting Date. The Company will be obligated to deliver to the Participant such number of shares of Stock equal to the number of RSUs that vest in accordance with this Section 4 as soon as practicable following the Vesting Date and in all events within sixty (60) days following the Vesting Date.
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Vesting and Settlement of Award. (a) Subject to satisfaction of the performance goal(s) set forth in Appendix A and subject to the conditions in 4(a)(i), the Performance Share Units shall vest on February 15, 2027, or if later, after the date that the Committee certifies that the performance goal(s) set forth in Appendix A have been satisfied following the end of the Performance Period (such date, the “Vesting Date”). Except as provided in Paragraph 4(b) and subject to the satisfaction of applicable withholding taxes and other Tax-Related Items as set forth in Paragraph 8 below, such vested Performance Share Units shall be distributed to Participant within 30 days following the Vesting Date. (i) The foregoing vesting and settlement of this Award is subject to Participant continuing to be an active employee or other service provider of: (i) the Company; (ii) another entity that owns a property managed by the Company following transfer of employment to such entity; or (iii) another entity that operates a franchised property under a brand of the Company but only if the Company specifically approves Participant’s continued vesting pursuant to this provision (as applicable, “Continuous Service”) through the Vesting Date; provided, however, that the Performance Share Units shall not vest and all outstanding Performance Share Units shall be forfeited for no consideration if Participant has breached Paragraph 7 or committed Serious Misconduct prior to such Vesting Date. (b) In the event Participant’s Continuous Service terminates prior to the Vesting Date as a result of Participant’s death or Disability, so long as Participant has not breached Paragraph 7 or committed Serious Misconduct, then Participant shall be deemed to have met the target level of performance with respect to the performance goal(s) set forth in Appendix A, such target number of Performance Share Units shall be fully vested as of the date of such termination and, subject to the satisfaction of applicable withholding taxes and other Tax-Related Items as set forth in Paragraph 8 below, shall be distributed within 30 days, thereafter. (c) In the event Participant’s Continuous Service terminates prior to the Vesting Date as a result of Participant’s Retirement (as defined below), so long as Participant has not breached Paragraph 7 or committed Serious Misconduct, then: (i) if such termination occurs prior to the first anniversary of the Grant Date, the Pro-Rata PSUs (as defined below) shall continue to vest and be distributed base...
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Vesting and Settlement of Award. The PSUs shall Vest in accordance with the criteria set forth in Appendix A hereto and be settled within thirty (30) days following the Determination Date. Any PSUs that do not Vest will be forfeited. 2024 PLAN: PSU-TSR
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Vesting and Settlement of Award. The RSUs shall Vest in accordance with the criteria set forth in Appendix A hereto and be settled within sixty (60) days following the applicable Vesting Date.
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Vesting and Settlement of Award. PSUs shall Vest in accordance with the criteria set forth in Appendix A hereto and be settled in accordance with Section 9(c) of the Plan. Any PSUs that do not Vest will be forfeited.
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Vesting and Settlement of Award. RSUs shall Vest in accordance with the criteria set forth in Appendix A hereto and be settled in accordance with Section 9(c) of the Plan.
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Vesting and Settlement of Award. Vesting and settlement of this Award is conditioned upon the satisfaction of the service conditions in subsection (i) below and the performance condition for any of the Performance Periods, each as set forth in Exhibit A, as provided in subsection (ii) below.
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Vesting and Settlement of Award. (a) Except as otherwise provided in the Plan, this Agreement or, if applicable, the Participant’s employment or service agreement with the Company or an Affiliate, the Stock Units will vest when the Committee determines the level of achievement of performance in accordance with Exhibit A. The Participant will receive one share of Common Stock for each Stock Unit that vests, with the issuance of such shares occurring within sixty (60) days after the end of the Performance Period or, if vesting occurs due to a Change in Control or termination of the Participant’s Service, within sixty (60) days after such event. Any Stock Units that do not vest will thereupon be cancelled and forfeited. (b) For clarity, the Stock Units may become vested prior to completion of the Performance Period in the event of a Change in Control (to the extent provided in the Plan or by the Committee) or in connection with a termination of Service (to the extent so provided in Paragraph 4 of this Agreement or in the Participant’s employment or service agreement with the Company or an Affiliate, if applicable, or to the extent so determined by the Committee). (c) For clarity, the Company shall not deliver shares of Common Stock to the Participant until the Award vests. Any certificates representing the shares of Common Stock issued pursuant to this Agreement shall be issued in the Participant’s name; however, in lieu of issuing stock certificates, the Company may record shares of Common Stock subject to the Award in book entry form.
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Vesting and Settlement of Award 
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Related to Vesting and Settlement of Award

  • Vesting and Settlement The Restricted Shares shall cease to constitute Restricted Shares, and shall become unrestricted Shares, pursuant to the vesting schedule attached as Exhibit A.

  • Settlement of Award Except as otherwise provided in Section 12 hereof, if the Grantee becomes vested in his Awards, or any portion thereof, in accordance with Section 5, the Company shall distribute to him, or his personal representative, beneficiary or estate, as applicable, a number of shares of Common Stock equal to the number of RSUs subject to the Award then becoming vested. Such shares shall be delivered within 30 days following the date of vesting.

  • Settlement of Awards Pursuant to Section 5 of this Agreement, the Corporation shall deliver to the Employee one Share for each vested Restricted Stock Unit included in the Award and, as applicable, one share for each vested Restricted Stock Unit that corresponds to an accrued dividend equivalent. Any vested Restricted Stock Units payable to the Employee (including Shares payable pursuant to Section 3 above) shall be paid solely in Shares. Any fractional Share will be rounded to the closest whole Share.

  • Vesting and Exercisability (a) Options to purchase 87,500 shares, 43,750 shares and 43,750 shares, respectively, will vest on the first three anniversaries of the Start Date (as defined in the Employment Agreement). (b) If the Employee's employment with the Company terminates for any reason prior to the time that the Option has been fully exercised, the unexercised portion of the Option on the date of termination of employment (whether exercisable or not) shall immediately expire; provided, however, that (i) if the Employee's employment is terminated by reason of the Employee's disability (pursuant to Section 3.3 of the Employment Agreement), all portions of the Option that are vested at the time of termination shall remain exercisable for a period of one year from the date of such termination or until the expiration of the Exercise Period, whichever is shorter; (ii) in the event of the death of the Employee while in the employ of the Company, all portions of the Option that are vested at the time of death shall remain exercisable by the legal representative of the estate or by the legatee of the Employee under the will of the Employee for a period of one year from the date of such death or until the expiration of the Exercise Period, whichever is shorter; and (iii) in the event the Employee is terminated without "Cause" (as defined in the Employment Agreement), or Executive terminates his employment for "Good Reason" (as defined in the Employment Agreement), then the Option shall become fully vested and exercisable and may be exercised for a period of five years from the date of such termination of employment or until the expiration of the Exercise Period, whichever is shorter. (c) The Board of Directors may, in the event the Executive's employment is terminated for Cause (as provided for in the Employment Agreement), annul the Option and, in such event, may require the Executive to return to the Company the economic benefit of any Option Shares purchased hereunder by the Executive within the six month period prior to the date of termination. In such event, the Executive hereby agrees to remit to the Company, in cash, an amount equal to the difference between the fair market value of the Option Shares on the date of termination (or the sales price of such Shares if the Option Shares were sold during such six month period) and the exercise price of such Shares.

  • Vesting; Settlement The RSUs shall become vested in accordance with the schedule set forth on the Award Notice. The Company shall deliver to the Participant one share of Common Stock for each RSU (as adjusted under the Plan) which becomes vested in a given calendar year, pursuant to Section 12, below, and such vested RSU shall be cancelled upon such delivery.

  • Payment of Award (a) Subject to §6(b), the total number of Restricted Stock Units (and related Dividend Equivalent Rights) which vest, if any, in accordance with §3, §4, or §5 of this Unit Agreement (the “Vested Units”) shall be paid in an equivalent number of shares of Stock on the specified dates, as follows: 33⅓% shall be paid on the first anniversary of the Grant Date; 33⅓% shall be paid on the second anniversary of the Grant Date; 33⅓% shall be paid on the third anniversary of the Grant Date. Payments made pursuant to this sub-paragraph (a) will deemed to be made on the specified date if such payment are made within the sixty (60) day period which commences immediately following the specified date. (b) Notwithstanding the specified dates set forth in §6(a), the total number of Vested Units shall be distributed in an equivalent number of shares of Stock upon the earliest to occur of the following: (i) the date of the Grantee’s death, (ii) the date of the Grantee’s Disability, or (iii) if prior to the date a Grantee becomes eligible for Retirement, the date of the Grantee’s Separation from Service. In the event payment is made pursuant to this sub-paragraph (b) such payment shall be made within the sixty (60) day period which commences immediately following the date of the applicable event. (c) Except as set forth below, the Vested Units shall be distributed in an equivalent number of shares of Stock; provided, however, the Grantee’s right to any fractional share of Stock shall be paid in cash. In the event the Restricted Stock Units (and related Dividend Equivalent Rights) vest following a Change in Control pursuant to § 4, the Vested Units shall be paid in cash, and the amount of the payment for each Vested Unit to be paid in cash will equal the Fair Market Value of a share of Stock on the date of the Change in Control. (d) Notwithstanding anything herein to the contrary, distributions may not be made to a Key Employee upon a Separation from Service before the date which is six (6) months after the date of the Key Employee’s Separation from Service (or, if earlier, the date of death of the Key Employee). Any payments that would otherwise be made during this period of delay shall be accumulated and paid in the seventh month following the Grantee’s Separation from Service. (e) The Grantee shall be entitled to a Dividend Equivalent Right for each Vested Unit. At the same time that the Vested Units are paid, SunTrust shall pay each Dividend Equivalent Right in shares of Stock to the Grantee, provided, however, the Grantee’s right to any fractional share of Stock shall be paid in cash. In the event the Restricted Stock Units vest pursuant to §4, related Dividend Equivalent Rights shall be paid in cash. (f) The Grantee will not have any shareholder rights with respect to the Restricted Stock Units, including the right to vote or receive dividends, unless and until shares of Stock are issued to the Grantee as payment of the vested Restricted Stock Units.

  • Vesting of Award Subject to Section 2(b) below and the other terms and conditions of this Agreement, this Award shall become vested in three equal annual installments on the first, second and third anniversaries of the date hereof. Unless otherwise provided by the Company, all dividends and other amounts receivable in connection with any adjustments to the Shares under Section 4(c) of the Plan shall be subject to the vesting schedule in this Section 2(a).

  • Vesting and Exercise of Option The Option shall vest and become exercisable during its term in accordance with the following provisions:

  • Vesting and Lapse of Restrictions Subject to Sections 2.2(a) and 2.2(c), the Award shall vest and Restrictions shall lapse in accordance with the vesting schedule set forth on the Grant Notice.

  • Settlement of PSUs The grant pursuant to this Award represents an unfunded and unsecured promise of the Company, subject to the vesting, achievement of performance targets and other conditions of this Agreement, to issue to the Employee for each vested PSU one share of the Common Stock and to pay to the Employee in a single lump sum any cash amounts credited on such vested PSU with respect to dividends. Except as otherwise expressly provided in the Award Statement and subject to the terms of this Agreement, such issuance and lump sum payment shall be made to the Employee (or, in the event of his or her death to the Employee’s estate as provided above) (a) in all cases other than those set forth in clause (b), as soon as reasonably practicable following the Vesting Date and no later than December 31 of the year in which the Vesting Date occurs, and (b) in the case of termination of employment by reason of death or Disability or the Employee’s death after a termination of employment in the circumstances specified in Section 2, as soon as reasonably practicable following such termination of employment or death. Notwithstanding the foregoing, if the Company determines that settlement in the form of Common Stock is impractical or impermissible under the laws of the Employee’s country of residence, the PSUs will be settled in the form of cash, and further notwithstanding the foregoing, payment will not occur until any applicable waiting period under HSR has expired or been terminated.

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